Truths & Amends
by MylovelyDamon
Summary: My first draft of "Sixty Shades of Red" with a more light-hearted/far-fetched ending. It's a bit rough around the edges compared to Sixty Shades but it's still dear to me and therefore has managed to escape the scrap pile for now..


_~ The Vampire Diaries ~_

3x15 TRUTHS & AMENDS

_by RobynElena_

SETTING: The porch of the Salvatore Boarding House

TIME: The story takes place after 3x14 "Dangerous Liaisons" and spins a different ending to what happened between Damon and Elena after the ball at the Original vampires' family estate.

DISCLAIMER: I do not own any of the characters. "The Vampire Diaries" is the property of L. J. Smith and the creators of the show at the CW.

* * *

Damon Salvatore approached the door lazily, not the least bit surprised about the early morning visitor. He had expected her to come calling soon enough after the uncomfortable truths that had been spoken between them at the ball, but he still had no idea what to say to her, much less what she would expect him to say. The truth was he had been fooling himself into thinking that Elena actually returned a small measure of love that he felt for her, a love which had steadily grown in intensity despite her feelings for his brother. Now the thought only made him cringe in embarrassment. Shaking his head at himself, he reflected back over the past few weeks, trying to see what he had missed...It was mostly little things, like the occasional melancholy mood that would settle over her, or the fact that she rarely ever smiled anymore. He had just assumed that that was a given, knowing intimately what it was like to have one's still-beating heart ripped out of your chest and crushed into little pieces. Even he had a hard time forgiving his brother for what he did to Elena, partly because of his love for her, and partly because it left him stuck in the unenviable situation he was in now. He kept telling himself that it would just take a while for her to get over Stefan, that things would get better in time. Hell, they had for him, at least. Hadn't he just spent the last 146 years in love with and searching for a woman who could never love him back? As much of a waste as that was, he had eventually gotten over it, so he assumed Elena would too.

The realization that he had been mistaken _again_ had hit him with the force of a wrecking ball and it was all he could do to keep from falling apart when she delivered the crushing blow last night. Twice it had happened now. Elena didn't love him, just as surely as Katherine had never loved him. He thought bitterly that the closest she must have ever come to loving him was as a sister who had affectionate feelings for her brother, if you could even call it that. All the time they had spent together must have merely been her desperate attempt to cling to the idea of his brother. _His brother__. _Damon closed his eyes in frustration at the thought of his younger sibling. It always had to come down to him, didn't it? No matter how hard he tried, he could never win against Stefan, not with his father or the women in his life. Stefan, the martyr who had sacrificed himself to save Damon from certain death not six months ago, had left Mystic Falls for good – until he unexpectedly showed up on his doorstep two weeks ago, complete with a secret agenda and a new-found taste for drinking animal blood. Needless to say, Damon had been more than a little shocked and eager to find out Stefan's ulterior motives behind his mysterious return to Mystic Falls.

When Elena had received an invitation to a ball the Original family was throwing in their honor, he had no choice but to accompany her, with Stefan agreeing to come too - strictly for safeguarding purposes, as he called it. "Safeguarding, my ass," Damon snorted derisively. Not too long ago, Stefan had been the one who had cheerfully opted to go on a killing spree up and down the East Coast, leaving him and Elena completely out in the cold. Damon considered it a personal injustice to be left out of the game, an offense which still smarted and rankled inside of him. He didn't particularly mind the morality of Stefan's actions so much as his conscious decision to leave town with Klaus instead of with _him. _On top of that, he was stuck in Mystic Falls to look after a human who could never love him back since she was – and would forever be - hung up on his brother. As much as he loved Elena, he could not overlook the fact that his brother had royally screwed him over. Then again, Stefan never did learn to control his blood lust, not with feeding on fluffy bunnies all the time, so really, he shouldn't have been surprised all that much. He had kept telling Elena so last year when Stefan had gone down a similar destructive spiral and nearly lost it. In fact, Damon used to make fun of his brother for his frequent attacks of conscience, always feeling so tormented by his own nature and striving to be a better man. Damon couldn't understand what the big fuss was about. For him, it was simple: Snag, bite, erase – those were the rules of the game. Snag a tasty-looking victim, bite them until you feel their heartbeat start to slow, followed by a quick memory-erasing to keep the townspeople off his back. He had seen with his own eyes what could happen to his own kind if humans were scared to death of a supernatural enemy and decided to take matters into their own hands.

That was before he had returned to Mystic Falls and fallen hopelessly in love with his brother's girl -_again_. He really had turned into a pathetic excuse for a vampire, Damon berated himself mentally. Keep this up and he might as well take a page out of Stefan's book and start moping and whining over some stupid journal. Or he would have to go see a shrink and bite them for telling him how he had fucked up his life. He chuckled darkly. No, that would be more Stefan's style, Damon decided, and he was reminded for once of how glad he was that he was _not_ Stefan. Damon could see now what had been unwittingly done to him. The desperate way Stefan had been trying to keep his vampiric instincts in check, fighting so hard against what the monster inside of him demanded that he didn't stand a chance when it finally won out. Damon had suspected all along what had become increasingly clear to all of them: All this time Stefan had been _suppressing_ his blood lust, when he should have been learning how to _control_ it. The result was that by fighting his own nature, the monster inside of him had completely taken over the moment Stefan had had his first taste of human blood. It was Klaus who had seen to that.

What followed had been pretty much inevitable.

Stefan, the hundred-year-old poster boy for Deepak and self-restraint, had been bested by his own worst enemy. Damon knew that Elena had only ever met the good Stefan, the fighting-against-his-own-nature-to-an-annoyingly-obsessive-level Stefan, and that there were sides to his brother only he himself knew of. Instead of dealing with his issues, however, his brother had joined Klaus on a journey down the East Coast, never to be heard from again until the night he had turned up at the boarding house, unwilling to come up with an explanation of what happened to him. Before that, Damon had been so angry with him he hadn't been able to think straight sometimes. Only long days and nights of drinking, coupled with intermittent hours of Elena-protecting, had been able to distract him from the pain of Stefan's betrayal and gradually taken the edge off the rage and bitter disappointment he felt towards brother. But there were times, mostly when he was very drunk and pissed at the whole world for being stuck in this mess that had somehow become his life, when he thought about following his brothers' example and taking off on his own: Just leave Mystic Falls for good and let Elena and her merry band of friends deal with all the crazy that befell them on a regular basis. His brother and all the Originals _be damned_.

But he couldn't do it. In fact, if he was honest with himself, he'd say he never seriously considered it. Because _she_ was here. He couldn't just abandon everything when the woman he loved was still very much in danger of serving as Klaus's eternal blood bank for the creation of his hybrid army, - even if she _was_ still technically head over heels for his brother. He hadn't forgotten his promise to keep her safe and never leave her again under any circumstances.

No one, least of all him, could have foreseen that "any circumstances" actually translated into Stefan going off the rails, giving up his humanity, and abandoning him and the girl he professed to love to take in a tour of the country with their new enemy. Although still feeling majorly pissed and utterly betrayed, Damon had lived up to his promise as best he could, switching into the role of "noble protector" easily enough now that Stefan had been no longer around to do it himself. He had tested the unfamiliar waters a little hesitantly at first, but since it was all about Elena's safety he found out to his own amusement that the role fitted him quite naturally; most importantly, he felt better now that he had a purpose again, something that had been missing from his life for a long time.

So it was with good reason that Damon thought things between him and Elena had progressed to the point where she not only trusted him completely but – dare he say it? - developed some feelings for him in return, before one night brought him face to face with the bitter reality. That's when his beautiful house of cards came crashing down on him and he finally stopped living in a dream. In hindsight, he cursed himself for being stupid enough to underestimate Elena's continuing devotion to his brother, when it should have been obvious that she was not the type to switch easily from one guy to the other. After all, she wasn't Katherine. Still, with Stefan gone, he thought now was his best chance to show her what he was capable of, that he could be equally deserving of her love. He couldn't overlook the fact that something _had_ shifted between them and that she had come to depend on him more with each day that Stefan was missing in action. Even she couldn't deny the slowly growing intimacy of their friendship, even if it just sprang from the necessity to survive the shock of losing Stefan.

Damon had loved every moment he spent with her and would marvel at how she brought out a whole different side of him. Damon had been so used to keeping his guard up all the time and snubbing anyone who ventured to get closer to him - treating people as food only - that he had forgotten how nice it felt just to be with a woman and enjoy her company. He knew he had kept people at bay all his life, and he was sick of it. When he had met Elena he hoped that part of his life could finally be over. So he had chosen to trust her – grudgingly, at first, like he couldn't even believe it himself – and had opened his torn heart to her, never dreaming she would one day throw it back in his face.

That had been his first mistake.

The second came late last night when he became the unwilling victim in a ploy hatched by her and his brother, during which he not only wound up with a broken neck, but more significantly – with a metaphorical arrow through his heart. Although he was only briefly incapacitated – both he and Stefan wore magical eternity rings which granted them immortality and enabled them to walk in the sun without bursting into flames, - it didn't make the experience of having one's neck broken by your own brother and having your trust violated by the woman you loved any less pleasant. In fairness to his brother, he knew he was the last person who deserved to be outraged by what Stefan did to him, since he had regularly done the same to people who had annoyed him in the past. But aside from that, Damon couldn't believe the aggressiveness with which Elena had followed through on her plan, how far she had actually been willing to go to get what she wanted... It had reminded him disturbingly of Katherine's manipulations of him and his brother. Admittedly, when he had first met Elena, he had been wary – not to say, exceedingly fascinated by her resemblance to the woman he loved – and aimed to unnerve her as a test to see if she would be as easily swayed by his charms as the other females of Mystic Falls seemed to be. He had no such luck with her. What he wasn't prepared for, however, was the effect she would have on him, and it wasn't long before he had found himself drawn to _her. _Even though Elena proved with every ounce of her being that she wasn't Katherine, thereby kindling all sorts of confusing feelings in his unbeating chest, his instincts kept screaming at him to not trust anyone, least of all a girl who practically looked like the flesh-and-blood reincarnation of a woman who undid him all those years ago. No one would be dumb enough to be fooled twice by love.

Still, here he was 145 years later, and it was Elena, another Petrova doppelganger, who opened a door to his past and unwittingly unleashed unspeakable torture on Damon's heart and mind. Was there no end to his agony? Surely, the ghost of Katherine wouldn't continue to haunt him for all of eternity? Sure enough, when he had confronted Elena about it afterward, she didn't seem much abashed or flustered at all. It had been eerie; looking at her in her stunning dress and coiffed hair – which made her look so much like Katherine - that he had felt an uneasy jolt in his stomach. Her eyes, usually so full of compassion and understanding, had held none of their usual warmth, and he had a hard time believing that this actually was the same woman who had pushed her way into his heart by way of her kindness not so long ago. She had stood by him when no one else would have given him a second chance. Her loyalty and steadfastness mirrored his own in a way, and he couldn't help but feel a sense of connection to her because of that… it was something that they alone shared between them and could not be tainted by the image of Katherine.

It was only when he had met Elena and become a part of her life that he realized what a fool he'd been. Katherine appeared to be no more than a pale ghost when compared to Elena's radiance – and in time, her goodness of heart and strength of character had irrevocably cured him of any shred of love he may have still felt in his heart for Katherine. He only wished he hadn't wasted so many years of his existence pining after the love of a woman who couldn't care less about others. Even though she had expressed a certain affection for Stefan, it was clear from her habit of manipulating everyone around her that she wasn't capable of love. Despite being the spitting image of Elena, Damon was constantly reminded of how different the two women were from each other: Whereas Elena's nature was warm and genuine, Katherine's was shallow and self-centered. Never in his wildest dreams would he have believed Elena capable of the kind of ruthlessness that Katherine had perfected to an art form, which was why the events of last night had so completely shaken him to the core - he'd just never seen it coming...

As his dreams came crashing down around him, shattering any hopes he might have had in the space of a heartbeat, he seriously reconsidered his earlier views about being a lovesick fool. Finally, when couldn't hold his anger in any longer and accidentally let it slip that he was mad at her because he loved her, he could have well and truly ripped his tongue out. This was _obviously_ not his moment to declare himself, not when she was still looking at him with those disturbingly empty eyes that did not seem to belong to her at all. Apparently Elena had thought so too, because it wasn't even three seconds (time didn't really register with Damon at that point) before he heard her utter the words, "Maybe that's the problem". _Ouch_. That had been too harsh and way below the belt, coming from her. It had taken him a confused moment to make sense of her words, but when he found that his brain was working again, his voice was like ice as he cut off her feeble attempt at backtracking, "No, I got it, Elena. I care too much - I'm a liability. How ironic is that…?" There was nothing more to say. The bomb had been dropped and there was nothing she could say to take it back again. He just wished that he hadn't been so stupid as to debase himself in front of her because he actually believed she could love him back.

After that, the evening had more or less gone by as if in a dream. He remembered seeking out that brat Kol and launching him straight off the balcony for a little dramatic showdown-y fun. Elena and Stefan might have been there, but he no longer cared. After all, they were the ones who didn't shut up about his emotions being a liability. So, if caring was the reason he got his heart trampled over and over again, what was the point of giving a rat's ass anymore? Especially if it only caused him more heartbreak than he could handle and left him an even bigger mess than before? After his stunt, which he thought was still pretty basic by his standards ,- and let's face it, that punk had it coming-, he had left them gaping at him as he jauntily turned his back on them and headed straight for the Grill, with some of the old unmistakable swagger back in his step. He had intended to have a drink or two and maybe find a nice little coed to wash down the sour taste of the evening with... It was there that he had found Rebekah, and boy was he glad to have run into her…She was pretty, even by vampire standards, and a welcome distraction from all the shit he did not have the energy or the motivation to deal with any more. So he had given himself over to the void with a reckless abandon that reminded him of the old days when he first came to Mystic Falls, although noticing, with a small pang of annoyance, that it didn't quite bring him the same exhilaration as before.

Now _she _was standing in front of him, looking every bit as gorgeous and annoyingly self-righteous as ever. A smug smile rose to his lips… this time, he had gotten her back and done something that would hit her squarely in the face, _if_ she cared about him enough that his sleeping with another woman would affect her whatsoever. Sleeping with Rebekah proved to be the only sane thing he had ever done next to making a fool of himself in front of Elena. After all, Rebekah was hot, AND a vampire, who was currently probably the least favorite person on Elena's list of annoying undead people. Damon knew it was time he got his old mojo back and stopped debasing himself for the sake of unrequited love. He honestly couldn't care less what Elena thought of his steamy little adventure, but he was still curious to see her reaction to the news that her old doormat had found a new thing to play with.

_Oh, this was going to be fun..._

Damon took a swift peek at himself in the hallway mirror, satisfied with the way his naked chest was reflected in the morning sunlight filtering in through the big bay windows. As he sauntered towards the door, he senses picked up a familiar sense and he let out a low sigh, clenching his teeth. He was not in the mood to deal with difficult females today, not when he had far more willing distractions waiting for him in his bedroom upstairs. Still, he supposed there was no harm in letting an opportunity like this go to waste. After all, he was nothing if not a gentleman and he couldn't refuse a lady when they lined up at his door at 8 o'clock in the morning. With his trademark smirk firmly in place, he threw open the door to come face to face with the confused and slightly anxious gaze of Elena Gilbert.

"What do you want, Elena?"

"I-I need to talk to you. Can I come in?"

Damon leaned against the doorjamb lazily, arms lightly crossed over his chest. "Sorry, got a busy day ahead, what with planning to kill an entire Original family and all… guess you'll have to stop by another time."

Elena frowned. "Well, I would if I were convinced that you answered your phone. I've been calling you like ten times last night."

"Hmm, guess I was a bit distracted by snapping people's necks to further my own dark agenda."

Damon mock-gasped and clapped his hand over his mouth. "_Oh wait!_ - that was you and my backstabbing baby brother!"

Elena winced, but stood her ground. "Damon, please, can't we get past this? Look, I know that what Stefan and I did hurt you, but I need you to understand that we had no other choice! You and I both know you would have gotten in the way and ruined everything trying to save me... We couldn't have that, not when the future of the entire town was at stake!"

"Oh sure, here we go again," Damon snorted derisively. "You don't care about your own life, do you? Not as long as you get to save somebody else's ass and have Saint Stefan there to watch you…I hate to break it to you, Elena, but there is such a thing as overkill."

He stepped closer as his crystal blue eyes bored into hers, his voice dripping with sarcasm, "Tell me, do you have a death wish? Did you expect me to just sit back and watch those bastards taking you apart? I know what they're capable o-"

Elena interrupted him, her voice rising in time with his. "_We_ had it under control, Damon! But you wouldn't hear any of it, so we had to come up with a way to keep you from ruining everything. And let's face it, you would have done the same thing if the situation had been reversed!"

She gave him a pointed look, letting her voice drop into a conspiratorial whisper, "It's not like you haven't gleefully snapped Rick's neck, like, a billion times in the last few months just because you could, and he never did anything to deserve it either!"

Damon just glared at her. Deep down, he knew she was right, but his wounded pride wouldn't allow her to see it. By the way he opened his mouth to retort, however, Elena had already hurried on.

"Our plan _worked_, Damon. We got the information we needed. I'm sorry about the way we had to get it, but, as I said, you left us no choice." Elena crossed her arms in front of her, a challenging look in her eye. "Why do you even care so much? Isn't this exactly what you did whenever you wanted to prove something? I'd have thought you of all people could understand."

This time he didn't bother to hold back the snarky comment that readily sprang to his lips. "So what, I break yours, you break mine?" he snapped back angrily. "Is that how we're gonna play it from now on? You know damn well that I never would have done that to you or Stefan! And that's counting all the times I wished him dead!"

He cocked his head then, his expression shifting to one of scornful resentment. "By the way, when exactly did you and Mr. Ripper get back together? Just in time for you to screw me over, was it?

This surprised her. "No, that's not—"

"My memory must be a little rusty, Elena, but wasn't he the reason you decided to move on with your life?"

"Yes, but –"

"So I must've missed the memo of you two lovebirds working it out, 'cause last time I checked, he was still a loose cannon and you were crying on my shoulder, _begging_ me to help you bring him back!"

Elena was getting angry now. "We are _not_ back together, and we didn't plan any of this! You matter to me, Damon, or else I wouldn't be here right now. Please, just give me a chance to explain!"

Damon let out a disbelieving snort. "Didn't look like it last night."

An uncomfortable silence stretched between them as Elena tried to grasp the full meaning behind his words. All of a sudden, comprehension flickered on her face and she looked at him, her expression stricken.

"This is about more than what happened with Stefan last night, isn't it?" she asked quietly.

Damon said nothing. Although he managed to keep his face perfectly neutral and disinterested, he knew Elena wouldn't buy it if he started to act clueless _now_. She just knew him that well. A voice inside his head – the voice that felt wronged and humiliated after last night's debacle – kept telling him to stand his ground and not be swayed by her offers of reconciliation, no matter how sorry she might have felt about it afterwards. That was, _if_ she even felt sorry for what she'd said at all. His heart still ached at the memory of how her words had beaten into him over and over again as he'd stood there, being unable to form any coherent thoughts. He certainly wasn't going to give her a shot at his heart again, not when the hole in his chest still felt so raw after her rejection. She had thrown his love - not to mention months of friendship - back in his face. All the more reason to give her a little taste of her own medicine after the way she treated him. One little dose wouldn't hurt too much.

But even as this thought started to take shape in his head, he could feel his traitorous heart sending out a very different message to every nerve ending in his own body as she moved towards him, stepping even closer than before so that they were now only separated by the merest of inches. She was much too close. He could count the number of eyelashes on her lids. Elena was still studying him, patiently waiting for him to answer her question. Although he knew he was a fool to do so, he allowed himself one moment of weakness as his eyes roamed over every inch of her beautiful face. Last night at the ball, she had looked ravishing. Today - if possible - she looked even more beautiful in her simple black jeans and leather jacket, with just a hint of her crimson tank top underneath, and long brown hair brushed loosely over her shoulders. He honestly couldn't make up his mind which outfit he found more attractive on her.

And just like that, any thoughts he might have had about revenge or hurting her were banished from his mind as a silent flash of communication seemed to pass betweem them. Damon suppressed a shiver, suddenly feeling very vulnerable under the intensity of her scrutinizing gaze. Standing so close to her with her scent wrapping around him like a caress, Damon could feel the last traces of his anger melting away as he, once again, found himself trapped beneath her eyes, their gazes locking. _Damn it. _He let out a mental sigh of frustration. Why did he have to turn into a proper fool every time she looked at him like that? A few silent seconds ticked by in which neither of them said a word. Then, remembering the reason he felt so muddled in the first place, he gave a noncommittal shrug and looked away from her, trying very hard – and failing – to hide how much her presence actually affected him.

Elena wasn't fooled, though. She saw through his masks; she he always had.

She sighed and continued in a softer tone, "Things didn't go exactly the way I'd planned last night." She looked down and slowly up again, her eyes searching his. "I said some things… I'd rather wish I hadn't. But- it's done now. I can't take them back … But I'm here now. Don't you think we should at least talk about it?"

Damon groaned and turned his head back to her in an exaggerated movement. "What else is there to say, Elena? I got the message loud and clear last night. Why waste our time on something you and I both know is never going to change... " He muttered under his breath, more to himself than anyone else, "I just wish I'd seen it coming, that's all."

Elena stared at him, dumbfounded. "What? What are you talking about? See what sooner?"

Damon leveled a dark look at her, his voice cutting and resentful. "The way you're starting to become more like her… At first I thought it was just your looks, but now… I'm not so sure. You've changed, Elena… And I'm not in the mood to be yanked around like a plaything anymore."

She got it now. Her breathing accelerated and Damon could see the heat rising to Elena's face, making her beautiful olive skin blush. "You're wrong. I'm not Katherine. I couldn't–" Her voice caught in her throat, and she tried again, more slowly this time, enunciating every syllable.

"I. Am. Not. Katherine." Her voice trembled slightly. "I don't know why you're acting like this right now, but I'm not!"

Damon said nothing and simply continued to stare at her. He could see how much his accusation upset her, but simply waited what she would do.

"And I didn't use you as my play-thing, - or whatever…" Elena continued with fervor, her cheeks burning. Her voice dropped and she took a step towards him, tilting her head up to look him straight in the eyes.

"Look, I get it, alright? I was there... and it kills me that I hurt you. But I can explain. Just... hear me out, ok? After that, you can slam the door in my face for all I care, and I'll never bother you again!

Damon sighed wearily, giving her an annoyed look. "How about I don't listen to you at all, Elena? Look, I realize this may come as a bit of a shock to you, but not everything's about you and I really-"

"Damn it, Damon, stop twisting everything around!" She actually stomped her foot in frustration, which he had to admit was just plain adorable.

"This isn't about me, it's about us! I haven't been able to sleep all night after the way I left things with you at the ball, so I'm really not in the mood for games right now. "

_That_ got Damon's attention. He flashed her a sultry grin, "Funny, I haven't slept all night either... Can't say the same thing about the game part, though."

Elena gave up, throwing her hands up in exasperation. "What the hell are you talking about, Damon?"

Damon gave her a mock-polite smile, deliberately wanting to unnerve her. "I guess I'm a terrible host…" He pointed one finger at the ceiling and one to his lips, motioning for her to be quiet.

"Actually, Elena, I have a house guest upstairs and it would be very rude of me to keep her waiting." His grin turned lecherous. "Vampires don't like to be cooped up all day, you know."

Elena was looking utterly nonplussed. "What...? Damon, what's going on? Why would you-"

Her voice suddenly broke off, eyes going wide. Damon could see the lights going on in her head one by one as the full implication of his words finally hit her. _Oh._

With her temper rising, Elena advanced on him, voice pitched dangerously low.

"So that's why you didn't pick up the phone last night? Because you were busy doing something else? Or should I say _someone else_?"

Her voice nearly cracked on the last words, and to her own horror, Elena could feel the sting of tears pricking the back of her eyes. _Stupid, stupid…_. Angrily, she swiped at them while taking another step towards Damon. To his utter bewilderment, she drew her arms back and –

– started beating her fists against his chest with all the strength she could muster, making an effort to channel all of her frustration into sheer physical force. It was no use, though. She might as well have pushed against a wall for all the damage she was doing.

He just stood there, his body as motionless and aggravatingly still as if carved from stone, not to mention clearly impervious to her wimpy display of human strength. Utterly nonplussed, Damon let her land blow after blow on him, barely feeling the impact of them at all. _Was she jealous?_

Meanwhile, Elena was still smacking every inch of him she could reach, panting slightly by her efforts,

"While – I – Was – Home –Beating – Myself – Up_ - _WORRYING myself _sick_ over - you where here, doing _this_ ? Living it up with –_WHO_?- _WHO IS SHE, DAMON?!_"

Damon finally caught Elena's flailing fists and pinned them at her sides, clearly stunned at her violent display of emotion. She raised her chin defiantly at him, her lips trembling, as he took in the tumultuous array of emotions flitting across her face. This thing with Rebekah was affecting her, all right. Even more than the reaction he could have dreamed of, in fact. Somewhere inside of him, the monster that was his pride was roaring its approval, telling him to rejoice in the fact that for once he had been able to turn the tables on her, to make her feel a sliver of the agony he had felt whenever she and Stephan had been together; but one look at her face now was enough to snuff out that sentiment completely.

His heart clenched painfully as he could feel the waves of pain and distress radiating out of her, and he was sorely tempted to pull her into his arms and reassure her that the whole thing had meant nothing to him. But the memory of her harsh rejection was still vividly imprinted on his mind, the sting of her betrayal smarting and slowly burning him from the inside, so that he brushed his brief flare of concern for her aside. He was the wronged party here. There was no reason for him to get solicitous now. So, instead of offering her words of comfort and reassurance, he did the next best thing he could think of. Trying his best not to give away how much her wet eyes actually started to affect him, he went on indifferently,

"Does it matter? I'm entitled to have some fun around here – a man's got needs, after all. And Rebekah didn't seem to think there was anything wrong with that, either."

Elena choked out, "Why are you being like this? Wha-" Her eyes grew impossibly rounder as she caught the name. "Wait-, R-ebekah? No, you didn't-"

She searched his face, heart racing; bracing herself for the inevitable truth. When he gave no sign of contradicting her, she spun away from him and nearly threw up as a wave of disturbing images battered across her brain. Breathing heavily, she fought to keep her mind under control while dozens of different scenarios involving him and a mysterious female stranger flashed through her brain. Damon didn't need to look at her to read the reaction on her face; he could practically taste the frustrated emotions rolling off of her in waves as she stood with her back to him, her delicate frame trembling slightly.

"Elena, I-"

"Don't!"

He closed his mouth again, all of his cockiness dried up, as she slowly turned back around, fixing him with a bitter, resentful look he knew all too well - it was the look he had worn since the day he found out that Katherine hadn't been in the tomb and never cared enough to search for him. That was before he had met Elena and believed he could never love anyone again. Seeing that look on her now just about undid him, and it took some considerable willpower on his part to stay where he was and not give in to the impulse of rushing up to her and flinging his arms around her heaving frame like he wanted to.

Her expression was still pained when she spoke again, but there was a trace of something else mixed in with her pain, some unspoken sorrow, that made him stop dead in his tracks. Icy fear gripped his heart and he braced himself for her next words.

"How could you, Damon? Of all the women you could have picked, you had to go and sleep with _her,_ the woman who tried to kill me just two days ago? You really hate me that much?"

There. Those were the words he had been afraid of. When Damon saw tears escaping down Elena's cheek, he had never felt so shabby in all his life. An overwhelming desire to reach out to her and comfort her seized him, but it was quickly shut down by his inner voice that kept ordering him to keep his distance and not make a fool of himself, _again_. He knew he owed her nothing. Her actions had clearly spoken for themselves last night. So instead of acting on impulse and taking her in his arms like he wanted to, he just clenched his teeth and silently counted to ten, carefully schooling his expression back to one of perfectly controlled indifference. If his face had given anything away before, she didn't appear to have noticed it.

Elena seemed to regain some of her old spark just then, because suddenly she was right back in his face, her eyes narrowed and scornful as she sized him up challengingly from head to toe. He had a very hard time not to flinch at her proximity.

"How could you sleep with her after what she almost did to me? Did you have a sudden case of amnesia and forget that she tried to kill me for stabbing her in the back? - which was our idea, by the way!" She threw her hands up, bristling with indignation. "I mean- God knows, you've had your share of psycho ex-girlfriends in the past, Damon, but this is low even for you!"

Damon emitted a low growl at her indirect reference to Katherine, but otherwise kept his mouth tightly shut. The truth was that he was far too impressed with her sudden attitude reversal to feel truly mad at her accusations. Whereas only moments before, she had seemed vulnerable and full of pain, she now radiated a strength and determination which was like nothing he had ever seen from here before. Her beautiful face was filled with a fierceness that could have rivaled that of any warrior, and he felt sure that this Elena would not let him get away with anything. God, he loved her.

She had a remarkable ability to appear both vulnerable and strong at the same time, a combination which he found highly appealing. Those were two halves he knew he had never been able to fully reconcile within himself, at least not without flipping his emotional switch.

Yet, here she stood, melding them both seamlessly, as equal parts fury and hurt shot out of her big brown eyes. He had to give her props for that.

He had also never been more convinced of his love for her.

That was why he was so surprised when his hands suddenly shot up defensively and shot her an irritated look. "Hey, I don't deny that she made a mistake. But we weren't out painting the town red, we just had a good time, is all. And since when do you care? How is it any of your business who I hang out with?"

Elena hissed in frustration,"It _is_ my business when you get all hot and heavy with suicidal psychopaths who are trying to kill me! What's gotten into you, Damon? This isn't you!"

She was suddenly furious, and fresh tears threatened to spill from her eyes. "Is this your way of paying me back for what I said last night? Are you really that petty?"

Damon's temper finally snapped. She didn't get to be morally superior here, not after last night.

"Technically, Elena, I AM still a vampire, so I don't really care about hurting anybody's feelings." He poked a finger into her chest, "And who are you to lecture me on what's right or wrong anyway? You string me along for months, showing me with every word and look that you feel something for me, and then one day – BAM – Stefan rides in on his white horse, and I wake up with a severed neck! That's what I'm mad about, so don't tell me I'm the villain in this scenario!"

Elena gaped at him, momentarily stunned out of her anger. "Wait, - that's what you think? That I strung you along and used you just like Katherine did? I-Is that why you reacted so badly last night?"

He just glared at her, breathing heavily. Reading confirmation in his eyes, Elena barked out a short laugh, her voice heavily sarcastic.

"Wow, I can't believe that you would throw that back in my face. So I guess the last few months meant nothing ... all those times we hung out together were just a way for me to get closer to Stefan, right?" She laughed bitterly and made a sweeping motion around the porch as if acknowledging an invisible audience. "Who needs a back-stabbing, conniving vampire when her doppelganger gets the job done all by herself, right?"

He took this in, stone-faced, but the hard accusation on his face slowly gave way to indecision and – finally - confusion. Elena continued, with no hint of sarcasm this time, but with the same intense fire behind her words.

"You have no idea how I feel, Damon. We shared one kiss and now you act as though you have some special insight into my soul. Well, guess what, you don't! The truth is, I'm _terrified_ when I think about how I might have hurt you. And the reason I couldn't show you that yesterday was because I had to keep it together for the others' sake. What do you think would've happened if something had gone wrong with the plan? Did you ever consider that there was more at stake than what went on with us?"

"I am well aware of what went down yesterday, Elena," Damon said flatly, refusing to let her twist the situation to suit her own purposes. "I'm not stupid. But the point is that you had Stefan do your dirty work for you and didn't give a damn about me. You had your chance to tell me how you really felt when I told you I loved you, and you just threw it back in my face. Even if it didn't mean anything to you, it sure as hell meant something to me."

He took a deep breath, steeling himself to go on.

"And, call me crazy, even in the midst of all of this crazy Original vampire crap and us fighting, it still felt right to say it. But you couldn't stand to hear it, could you, Elena?" Resentment was winning out as the dominant expression on his face and he spat at her, "So don't deny that your rejection wasn't real, because it was - I got it. Just spare me your pity and don't come knocking on my door now just because you're trying to ease your own guilt!"

Elena froze, the sting of his words hitting her as hard as if he'd slapped her. When she spoke again, she hardly recognized the tone of her own voice, so desperate, stricken, and full of raw emotion as it was.

"Look, I know you have every right to be mad at me. I know that I hurt you and I feel horrible about it. But you are wrong about one thing: I never said that I didn't have feelings for you. It was different, before-" she faltered, swallowing. "B-before Stefan left... it's true, I didn't want to give you any false hope. I guess I knew even then that you had some kind of feelings for me. But that was a long time ago and so much has changed since then. And I'm - I'm not sure what I feel any more..."

She shook herself mentally, dispelling old images of herself and Stefan together. Her mind was still a tangle of confusion, but she felt the importance to lay all her cards out on the table. No more secrets.

"I have always been fair to you, Damon." Elena said, with renewed strength in her voice. "I feel really bad about what we did to you, but I knew you wouldn't have worked with us if we'd told you our plan. And as for the other thing - when you told me you loved me, did you really think _that_ was the best time to tell me you had feelings for me? You have never really come right out and said it before... and of all the moments you could have picked, you chose last night - while we were in the middle of an _argument_ by the way – to say it, and I'm what-? Expected to fall at your feet in adoration just because you finally manned up to tell me the truth? Maybe you didn't notice, but there was some major stuff going on at the time-"

"We deal with some seriously bad shit all the time, that's not the point," he interrupted her, working hard to keep the frustration in his voice under control. "The point is, you could've shown some tiny sign that you cared instead of telling me how my love for you was the problem! Anything would've been better than that!"

Inwardly, he could feel his heart breaking all over again. It was just too much. First Katherine, now Elena. His love for them meant ultimately nothing. Both were eternally infatuated with his brother while he never got a chance to prove his love to them. Just like his father chose Stefan over him. Always the favorite son, the favorite boyfriend…

As this realization hit him, his pent-up frustration suddenly reached a breaking point. Not caring that it was Elena he was about to unleash his anger on, Damon struck out at her, letting his words tumble out in one great rush.

"Do you know what it's like to have a knife stuck in your back, because that's exactly what it felt like, Elena. That was Katherine's specialty too. I was wrong about one thing, though. You are _not_ like her. She had her compulsion to trick people into loving her and then discarded them as soon as she grew bored, but you - you manage to do that all on your own!"

He watched the impact his words had her, her face turning ashen - but he no longer cared. She wanted the truth and he was going to give it to her.

"You made me trust you Elena, with everything that I am, and I trusted you to handle that and not bail the first time things got rough. I thought we were friends and I could count on you. Don't friends at least deserve that much?"

Elena's face was filled with agony as the truth of his words rained down around her. He was right. She was a terrible friend. She let him down when he was finally open enough with her to tell her the truth. Even if she couldn't return his sentiments, he still deserved better than being punished for saying them. The worst part was that she was the one who had done the punishing.

His words replayed in her head. _Don't friends at least deserve that much?_

Feeling suddenly as if an invisible weight was pressing down on her chest, she reached out and touched to the upper part of his shirt, lips trembling slightly, "I do trust you, Damon, I trust you with my life." She could hear the urgency in her voice, how desperately she wanted him to believe her. It wasn't until that moment that she realized how truly afraid she'd been of losing him - of losing his trust and friendship.

"I- I know I handled things badly last night…but I want so much to make it all up to you - believe me, I do … All I keep thinking about is what you said and I- I just want to kick myself for messing it up."

Determination suddenly flashed across her features as she put her hand on his upper arm. He looked slowly from her hand to her face, his expression both disbelieving and hopeful. No more defensiveness or mixed signals, she decided. This was real.

"I should have come over straight away and apologized to you after the ball. You're right. You are my best friend and you deserved better than that."

His expression softened a little at her words. Elena went on, trying to explain what she found so difficult herself to understand.

"It's just… the reason that I couldn't give you a better answer last night was that I'm still figuring out what it means to have Stefan back in my life," she paused briefly, carefully choosing her next words, "when I feel the way I do about you. I really enjoy being with you, Damon, I do. Very much. But it terrifies me, too, because isn't that exactly what Katherine did to you? Toying with both of you and giving you false hope?"

Damon tried to answer her, but she cut across him.

"- _Please_, let me finish? Could you imagine what would happen if I did that you, even unintentionally? If I ever caused you pain by the way I acted, I would hate myself because I couldn't stand messing with you like that. And I can't be the one to hurt you or Stefan all over again just because I'm confused about what I want…"

Her voice trembled and she swallowed heavily. This was every bit as hard as she thought it would be.

"I... I try so hard not to become the kind of person that would hurt you, but - it seems the more I try, the more I succeed in pushing you away and actually making things worse. I'm- really sorry, Damon. After all we've been through, I honestly don't know what I would do without you."

She looked up at him then, a watery smile stretching across her lips," Last summer you were always there for me, looking out for me and Jeremy even after Stefan was gone. You didn't have to, but you stayed with us anyway. And I chose to repay you for this by telling you I couldn't care less. Even though we were fighting, you must know that some part of me hated me for what I said to you, for letting you down so cruelly, but it was too late to take it back."

A long silence stretched between them after that. Finally, Damon's eyes met hers, mirroring his own pain back at her, as he slowly let his walls come down around him. He could see the pleading sincerity in her eyes, so he murmured quietly, "Why did you? I mean- why did you act that way? You could have been honest with me. I would have understood."

Elena felt relief flooding her at him opening up, so she urged herself to speak.

"Because I thought that by pushing you away I could somehow make it easier for everyone."

She laughed briefly, shaking her head at her own dubious logic. "I can see now that all it's done is actually make things worse between us, so you were right. I was stupid. So, feel free to bring on the jabs and flaming torches, because I've earned it."

She chanced a glance at him after she said that and was relieved to see Damon's give her a wry look, his lips twitching. It wasn't his usual smirk, but it was enough to make her heart swell inside her chest. Sensing an opening, she wasted no time in saying what she had come here to say.

"You are my best friend, Damon, so please know that I would never intentionally hurt you... I'm just afraid..."

She looked up at him then, her big chocolate brown eyes all wide and pleading. He gave her a wordless nod to continue, entranced against his better judgment.

"I'm just afraid that one day, no matter what I do, I could end up like Katherine and hurt you and Stefan. Because... what if there's some higher power binding us together and I have no choice but to do as she did? What if, by some weird genetic fluke, I'm actually destined to make the same choices she made? What if I hurt you again? I couldn't stand that! Don't you see why I have to keep my distance? Why I'd rather risk you hating me than seeing you get hurt in the long run?"

Damon suddenly gripped her upper arms and suppressed a groan, looking at her intently.

"I'm sorry, but that's the dumbest thing I've ever heard! What in the world makes you think I could hate you, Elena? You're almost as bad as Stefan with his annoying martyr complex and nothing good's ever come of that."

He sighed and put his hands on her shoulders, trying to find the right words. When he looked at her again, his face was shining with unaffected sincerity.

"You've never been Katherine to me, Elena, and I will never make the mistake of confusing the two of you because there's just no way you could be the same person. You're polar opposites. I'm sorry I said it."

He decided to be honest with her, but reassuring all the same. "I'll admit, last night when I looked at you, I thought I caught a glimpse of her in you and it scared the hell out of me. But you could never become her, I'm sure of that now. Not after everything that's happened. You proved it more than once that it's just not possible…"

He gave her an encouraging nod, determined to convince him as much as her. "And as for being scared, take it from someone who's been around for the last 164 years. - Everybody's scared, that's a given whether alive or undead, but the way people manage is, they don't do it alone. I did it for the better half of my life – or unlife - and believe me, it wasn't all it's cracked up to be. But you - you have your friends, family … not to mention two freakishly strong vampires looking out for you." He winks at her, "If you ask me... it doesn't get much better than that."

When she smiled, he felt his heart skip a beat. Emboldened by her reaction, he continued,

"You were the one who told me, Elena, that friends don't give up on each other. We are supposed to fight and make difficult decisions together instead of one person taking matters into their own hands. I didn't come to you last night because I expected a declaration of undying, eternal love from you. I know better than that. I told you as much on the porch that night when I tried to kiss you, but you were too distraught over Stefan's plan with Klaus, remember? Didn't I agree with you then that now was not the right time for us? So what part of that did you mistake for serious commitment?"

He cupped her face between his hands and looked deep into her eyes, making her shudder.

"I have never forced you to make a decision. But let me be clear, Elena, I will always be here if you need me and I'm not going anywhere unless you order me to."

Elena felt like crying at his words, overwhelmed by his sincere feeling. With some effort, she choked out the first thing she could think of.

"I don't want you to go anywhere."

Damon pulled her to his chest and smiled into her hair. "Good, because neither do I."

He was silent for a minute and then pulled back slightly to look at her, his expression all light and teasing. "You know, this is actually kind of fun, you apologizing to me for once? I could get used to this."

She laughed weakly, "Well, don't get cocky Mister, because it's not gonna happen again anytime soon."

Damon couldn't help teasing her, "Still, I was the one being honest with you last night while you were making with the head games. I'd say that qualifies for a heartfelt apology." He was openly smiling at her now as he encircled her in his arms, something he had wanted to do ever since he had first seen her on his porch.

Elena snorted, wiping her sleeve across her cheek, "Oh, because you've been so great with handling all your emotional stuff in the past, you mean?"

Damon laughed ruefully, winking at her. "Can't blame a man for trying." His expression suddenly turned serious, something Elena rarely saw when she was with him. "But really, what I don't get is why you couldn't have just told me all this. That would have changed things a lot last night."

Elena sighed, resting her head against his chest, "Don't you know it yet, Damon? Love apparently makes you do the wackiest things." She tilted her head and grinned up at him then, smiling at him in a way that made his stomach flutter and play havoc with his breathing. It was _his_ smile now too. "So, should we stay out here or go inside? I promise to make it up to you," she considered briefly, "a_fter_ you kick out Rebekah. That vampire ho has seen the last of this house for a long time."

Damon waggled his eyebrows at her, "My, my, Elena, I like it when you're being possessive. How very K -"

"Don't you dare!"

All Damon felt was her sharp punch on his arm and accompanying snicker as the two of them headed inside, both feeling like a terrible burden had been lifted from their shoulders.

_Oh yes,_ he grinned happily. This day was off to a good start.

The End

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**Bonus: Get a taste of my favorite video from 3x19 *_swoon_***

watch?v=6jasl2428O0&feature=related


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